!

As to notice to
be given as to
sale, &c. of
shares.

Shares not sold

by auction or

offered to

shareholders.

not less than twenty-four hours before the day of auction, or the last day for the reception of tenders, as the case may be, and such letter may be opened after such day of auction or last day for the reception of tenders and not sooner; and provided that no priority of tender shall be allowed to any holder of shares or stock in the company.

14. The intention to sell any such shares or stock by auction or by tender shall be communicated in writing to the town clerk of the city of London, the clerk to the metropolitan board of works and to the secretary of the committee of the London Stock Exchange, at least twenty-eight days before the day of auction or the last day for the reception of tenders, as the case may be, and notice of such intention shall be duly advertised four times during the same period in two or more London daily newspapers.

15. When any shares or stock created under the powers of by tender to be this act have been offered for sale by auction or by tender and not sold, the same shall be offered at the reserved price put upon the same respectively for the purpose of sale by auction or tender to the holders of the ordinary shares or ordinary stock of the company in manner provided by the Companies Clauses Act, 1863: provided always, that any shares or stock so offered and not accepted within the time prescribed by the said act shall again be offered for sale by public auction or by tender in the manner and subject to the provisions of this act with respect to the sale of shares and stock created under the powers of this act. Application of premium

arising on issue

of shares or
stock.

Power to

borrow on
mortgage.

16. Any sum of money which shall arise from the issue of any such shares or stock by way of premium, after deducting therefrom the expenses of and incident to such issue, shall not be considered as profits of the company, but shall be expended in extending or improving the works of the company or in paying off money borrowed or owing on mortgage by the company, and shall not be considered as part of the capital of the company entitled to dividend.

17. The company may from time to time borrow on mortgage any sum not exceeding in the whole the sum of one million pounds, but subject to the provisions of this act the company shall not borrow any part thereof until an equal amount of the additional capital by this act authorized has been issued and accepted, and not less than one-half the

nominal amount of such additional capital has been paid up on so much of the said additional capital as is to be raised by means of shares, and the company have proved to the justice who is to certify under section 40 of the Companies Clauses Consolidation Act, 1845, before he so certifies, that shares for the whole of such portion of additional capital have been issued, accepted, and paid up in accordance with the requirements of this section, and that not less than one-fifth part of each separate share has been paid up thereon before or at the time of the issue or acceptance thereof, and until stock for one-half of so much of the said additional capital as is to be raised by means of stock is fully paid up, and the company have proved to such justice, before he so certifies, that such shares or stock, as the case may be, were issued and accepted in good faith, and are held by the persons or bodies to whom they were issued, their executors, administrators, successors, or assigns, and that those persons or bodies, their executors, administrators, successors, or assigns, are legally liable for the same; and on production to the justice of the books of the company, and of such other evidence as he thinks sufficient, he shall grant a certificate that the proof aforesaid has been given, and the same shall be sufficient evidence thereof: provided that the company shall not pay any higher interest upon any part of the money so borrowed by them than at the rate of five pounds per centum per annum.

raising additional capital beyond one million.

18. When under the authority of this act the company has Restrictions on raised by shares and stock and by borrowing and by the issue of debenture stock, or by any one or more of those modes, the sum of one million pounds, the company shall thenceforth, in the exercise of the powers by this act conferred upon them with respect to the issue of shares and borrowing, be subject to the restrictions following: Before raising any further sum by the issue of shares or by borrowing or by the issue of debenture stock, the company shall prove to the satisfaction of the board of trade, on the report of some impartial person to be appointed by such board, that the sum proposed to be raised is necessary for the purposes of the company during the three years then next following, and the president of the board of trade shall make and sign a certificate to such effect:

Fixing maximum price of common gas, with sliding scale as to dividend.

Any person so appointed shall, before considering any
matter referred to him under this act, give notice to the
company, to the corporation, and to the metropolitan
board of his intention of considering the matter so
referred to him, and of the time and place at which he
intends to do so; and he shall at such time and place
hear the corporation, the metropolitan board, and the com-
pany, or any or either of them desiring to be heard, and
make such decision as he shall think just as to the matter
referred to him, and as to the costs of such reference, and
as to the party or parties by whom the same shall be
borne and paid:
Any costs incurred by the corporation or the metropolitan
board under this section may be paid by them out of any
funds in their hands or under their control.

PRICE OF GAS.

19. The standard price to be charged by the company for common gas supplied by them shall be three shillings and nincpence per thousand cubic feet: provided that the company may increase or diminish such standard price, subject to a decrease or increase in the standard rate of dividend, to be calculated as follows:

For every penny or part of a penny charged in excess or in diminution of such standard price in any year the standard rate of dividend, except as hereinafter specially provided, shall for such year be reduced or increased by five shillings in the hundred pounds per annum :

Provided always, that the rate of dividend payable at the time of the passing of this act by the company in respect of any preference shares or preference stock of the company, created under the authority of any act of parliament in force at the time of the passing of this act, or in respect of such of the company's A shares as are or may be restricted during certain periods to a dividend of five per centum per annum with preference, shall not be increased or diminished so long as such preference continues: provided also, that no dividend larger than four pounds per centum per annum in respect of the company's B shares, and no dividend larger than seven pounds per centum per annum in respect of the company's H shares shall at any time be paid by the company, but

such dividends of four pounds per centum per annum, and of seven pounds per centum per annum, shall not be subject to any reduction in respect of an increased price of gas, unless and until and for so long only as the standard rate of dividend on the ordinary stock and shares of the company shall have been reduced below seven pounds and four pounds per centum respectively.

20. The maximum price to be from time to time charged Maximum price of cannel by the company for cannel gas supplied by them shall, so gas. long as the company charge the standard price for common gas, be four shillings and ninepence per one thousand cubic feet, and in case they shall increase or decrease such standard price, the maximum price for cannel gas shall be at such rate per one thousand cubic feet as for cannel gas of the illuminating power supplied by the company will be proportional to the price per one thousand cubic feet charged by the company for the time being for common gas.

ceed the

to be invested

and form an

insurance fund.

21. If the clear profits of the undertaking of the company If profits exin any year amount to a larger sum than is sufficient to pay amount the standard rate of dividend, the excess beyond the sum limited, excess necessary for that purpose may from time to time, to the extent of one per centum per annum upon the paid up capital of the company, be invested in government or other securities, and the dividends and interest arising from such securities shall also be invested in the same or like securities, in order that the same may accumulate at compound interest until the fund so formed amounts to a sum equal to one-twentieth of the paid up capital of the company, which sum shall form an insurance fund to meet any extraordinary claim, demand, or charge which may at any time arise against or fall upon the company from accident, strikes, or other circumstances, which in the opinion of the auditor due care and management could not have prevented; and if such fund be at any time reduced it may thereafter be again made up to the said sum, and so from time to time as often as such reduction shall happen: provided that when and so often as the said fund shall reach one-twentieth part of the paid up capital, the interest thereon shall be carried to the credit of the fund available for dividend: provided also, that resort may from time to time be had to the insurance fund to meet any extraordinary claim or demand as aforesaid, although such fund may not at the time have

over standard

rate of divi

dend.

reached or may have been reduced below the full amount of one-twentieth as aforesaid.

Application of 22. If the clear profits of the undertaking of the company excess of profits in any year amount to a larger sum than is sufficient to pay the standard rate of dividend on the ordinary share capital or stock of the company, the excess, or such portion of it as is not carried to the insurance fund, shall be carried to the credit of the divisible profits of such undertaking for the next following year.

Power to create a re

serve fund out

of dividends in

excess of the

standard rate

of dividend, and application thereof.

As to conversion of borrowed money into capital.

23. Where in any year the amount of the standard rate of dividend of the company on the ordinary share capital or stock of the company shall by reason of a diminution of the standard price charged by the company in such year be increased, then out of the amount of the divisible profits of the company applicable to the payment of such increase, the company may in such year set apart such sum as they shall think fit, and all sums (if any) so set apart by the company, and the reserve fund existing at the time of commencement of this act, may be invested in government or other securities, and the dividend and interest arising from such securities may also be invested in the same or the like securities in order that the same may accumulate at compound interest, and the fund so formed shall be called the "reserve fund," and shall be applicable to the payment of dividend in any year in which the clear profits of the company shall be insufficient to enable the company in such year to pay the standard rate of dividend on the ordinary share capital or stock of the company; and save as in this act otherwise provided, no sum shall in any year be carried by the company to any reserve fund.

24. The company shall not raise any moneys by this act or by any other act of the company authorized to be borrowed on mortgage, or any part of such moneys by the creation of shares or stock instead of borrowing, or convert into capital the amount borrowed under the provisions of this act or of any other act of the company, unless in either case all dividends upon such shares or stock, whether ordinary or preferential, are limited to a rate not exceeding five pounds per centum per annum.